HomeMy WebLinkAboutStaff Report 14 2/20/2001 CITY OF PETALUMA, CALIFORNIA
: 14
AGENDA BILL
• Agenda Title: Meeting.Date:
Resolution Approving Agreement With Petaluma Community February 20, 2001
Access for Cable Access Services
Department: Director: Contact:Person: Phone>Number:
City Manager Stouder Beatty ¢_ 707 778.4345
Cost of Proposal: $3000 annually Account Number: 1400/3100
Amount Budgeted: $3000 Name of Fund: City Mgr
Comm. Dev.
Attachments to Agenda Packet Item:
1. Proposed.Agreement
2. Resolution Approving Agreement Between City of Petaluma and Petaluma Community Access, Inc.
Summary Statement:
The City, in an attempt,to provide local public access possibilities, provided finds in the current Cable
Television Franchise Agreement to partially fund public access television activities. The City entered
into a five-year contract with a non-profit, corporation, Petaluma Community Access, Inc., to provide
certain access services including operation of a media center at Casa Grande High School and to film and
broadcast various official City meetings. That contract expired December 20, 2000. PCA, Inc., has
proposed renewal of the,contract for an additional five-year period..
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Council Priority:. THIS'AGENDA ITEM Is CONSIDERED'TO BE PART OF, OR NECESSARY To, ONE OR
MORE 0? THE 1999-2000 PRIORITIES ESTABLISHED BY THE CITY COUNCIL ON JANUARY 30, 1999
AND MARCH 18, 2000.
Priority(s): N/A
Recommended City Council Action/Suggested Motion:
"I move the resolution approving the contract agreement with PCA, Inc."
Reviewed by Finance Director:. RevieweI i Attorney: Approved by City Manager:
Date: Date:
/13041 t
l 1 J
Todav's Date: Revision #'and Date Revised: File Co
PCA Agreement: s
• January 30, 2001
CITYOF PETALUMA, CALIFORNIA
February 20,2001
• AGENDA REPORT
FOR
PETALUMA COMMUNITY ACCESS AGREEMENT
1. EXECUTIVE SUMMARY: The'City provides funds for public access activities over the local cable
channels. To that end, funds were provided in the current Cable.Television contract to fund the
development of an Media Center at Casa Grande High School and to fund capital equipment, such as
cameras and video editing equipment, to promote community access to public television activities. The
City entered into a five-year agreement with a non-profit corporation, PCA, Inc., to provide technical
oversight of these activities.. That.agreement expired December 20, 2000. Representatives of PCA, Inc.,
and the City of Petaluma have reviewed the prior agreement and propose to renew the contract with
minimal changes. Those changes are identified in the attached agreement. The agreement would
provide continuation of the service for an additional five-year period.
2. BACKGROUND: The City of Petaluma, during franchise discussions with a;previous cable provider,
obtained funding in the amount of$790,000 to provide seed money for local public access television
activities. The majority of these funds were used over the last five years to design, construct and
equipment a television studio at Casa Grande High School. Members of the public to learn and produce
video and live productions for showing on the three public access channels use the studio. The
community currently has three public channels, one for public, one for educational, and one for
government access programming. Asmall staff at the studio provides oversight and assistance in the
production of the programming. Various volunteers assist PCA staff and others interested in the
provision of local community access activities.
Petaluma Community Access, Inc., is.a non-profit corporation created specifically to operate the
channels for the City of Petaluma. PCA, Inc., has a Board of Directors that are elected by the
membership of PCA, appointed by.the Board of Directors and/or appointed as institutional
representatives from both government and the local schools.
Funding for the operations of the public access activities are funded through donations and a$2.00 per
subscriber fee collected on a monthly basis by the cable operator and transmitted directly to PCA. That
fee is established by City Council resolution under the terms.of the Cable Franchises Agreement.
Petaluma Community Access, Inc., provides.a valuable community service in promoting and assisting
with the televising of public meetings, including City Council, Planning Commission, and School Board
meetings.,along with televising community events.such as the Butter and Eggs Parade and other events
and meetings of local interest. Private_productions also are broadcast that include various talk shows of
local interest and individual productions'of interest to a variety of individuals.
The City's representatives in the negotiations, Vice-Mayor Janice Cader-Thompson, Assistant City
Manager Gene Beatty and Finance Director Bill Thomas recommend approval of the agreement as
revised. The changes basically update^the prior agreement and establish procedures for billing the City
for services. Those billing scare limited to payments for taping of meetings and for reimbursement of
4110 capital expenses incurred by PCA, Inc., in carrying out their assigned function.
PCA Agreement
January 30, 2001
•age 2
3. ALTERNATIVES:
A. Reconunend modifications to.the.agreement as desired.
B. Not renew the agreement.
4. FINANCIAL IMPACTS:
Depending upon the number of meetings held, the financial impact of this agreement to the City would
be approximately $3000 annually based on 250 hours at $12 per hour.
5. CONCLUSION:
PCA, Inc., provides a vitaFrole in the continuing public access television program. Public Access has
been a goal of the City Council in its attempt to include a wide variety of the public in the activities of
the community, including participation of public meetings and events.
6. OUTCOMES OR PERFORMANCE'MEASUREMENTS THAT WILL IDENTIFY SUCCESS OR COMPLETION:
The quality of the work provided under this contract will be measured by satisfaction of the Council,
staff and community with the performance of PCA. Inc., in.the provision of services.
RECOMMENDATION:
Staff recommends approval of the agreement. PCA has been able to provide the services to the
community with limited operational funding over the first five years of this effort. Staff is unaware of
any other local group that is able to provide this function at the current time. Should the Council not
wish to continue with this contract, City staff would not be able to provide the technical or
administrative personnel to oversee the Media Center operations. Provision of local access is not a
requirement of law. Petaluma has a unique resource opportunity with the Media Center. The long-term
success of local access will be determined by the amount of local community financial support provided.
g:/forms/2000 Agenda Bill revised 042100
•
CITY OF PETALUMA
POST OFFICE BOY 61
• PETALUMA, CA 94953-0061
s$
E.Clark Thompson
Mayor
Janice Ca der-Thompson
Jane.Hamilton.
Michael Healy
David Keller
Matt Maguire
Pamela Torlialt
Councilmembers
December 21, 2000
Dear Committee Member:
Attached is the draft of the changes proposed from the sub-committee
meeting last night. Please refer the draft and advise of changes,
that need to be made. If the proposed agreement meets your needs,I will
schedule:the item for,a City Council meeting for approval. That meeting
• will probably be February 5, 2001.
Thank you for your participation and input.
Sincerely,
Gene Beatty
Assistant City Manager
11 English Street
Petaluma. CA 94952
City Manager's Office
Phone(707) 778-1345
Fax(707) 778-4119
E-Mail
ci rymgr@ci.petal uma.ca us
fileral Plan Administration
Phone(707) 778-4345
Fax(707) 778-4119
E-Mail
generalplan@ci.petaluma.ca.us
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• PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OE:OE-PETAL-MA AND •
PETALUiy A COMMUNITY ACCESS, INC.
This Agreement is made this day of by and between the City of
Petaluma, a municipal corporation ("City"). and Petalunia Community Access, Inc., a California
nonprofit corporation ("P.C.A."), who agree as follows:
RECITALS
1. The City desires to provide support for the use of cable access channels provided
pursuant to 47 USC Section 531 of the Cable Communication Policy Act of 1984, as
amended.
2. The Petaluma Cable Communications Franchise Agreement indicates that the City has
• designated PCA• to serve as the initial access management entity and that .PCA be a
• nonprofit organization organized to provide public, educational, and government access
programming services and programming.
3. The City has granted to AT&T a franchise to operate a cable television system in the
City.
4. The AT&T franchise provides that certain channel capacity be provided for public,
educational, and governmental access.
5. The AT&T franchise as granted pursuant to Municipal Code Section 14.40.020 provides
that certain payments shall be made by AT&T for capital equipment and facilities to
support the public, educational, and government access channels.
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-City of Petaluma—PCA Agreement - 1 -
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6. PCA, being the nonprofit access entity designated by the City, has indicated its interestin •
serving the public by providing public, educational, and governmental access
programming and services.
NOW, THEREFORE, in consideration of the mutual promises and covenants set forth herein,
the parties agree as follows:
Section 1.Scope of Services. In.exchange.for the funding provided by the City to PCA,;pursuant
to this Agreement, PCA shall provide the following services.
A. Operate. Public Access Cable Channel(s). Operate the public' access cable
channel(s) for public/community access programming with the primary purpose
being to administer, coordinate, and assist those requesting access on a non-
discriminatory basis: •
B. Operate the Educational and Government Access Channels. Operate the
educational and= e,nmen t access channels) for community access
programming purposes with the primary purpose being to administer, coordinate
and assist the City of Petaluma (government access) and educational institutions
(educational access) requesting access on a non-discriminatory basis. Provide for
the cablecast of the City Council School Board meeting and other public meetings
as may be requested by the City District:
C. Operate the Government Access Channels. Operate the government access
channel(s) for community access programming purposes with the primary purpose
being, to administer. coordinate and assist the City of Petaluma access on a non-
discriminatory basis.. Provide for the cablecast of the City Council meeting and
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-City of Petaluma—PC-1 Agreement
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• other public meetings as may be requested by the City. The fee for taping of City-
required meetings shall be.aareed to annually between the City and PCA no later
than April ls` of each year. Payment shall be made within thirty (30) days of
invoice on a;quarterly basis.
D. Operate a Community Access Center. Manage a video production facility and
equipment-which shall be available for public use at such hours and times as are
reasonable to insure user access. Access to equipment and facilities shall be open
to all those who satisfactorily complete training class(es) provided by PCA or who
receive a certification from the PCA, identifying said user(s) as having satisfied
training requirements through means other than PCA training classes.
• E. Provide Equal Access. Provide access to the use of the equipment, facilities,
• channels, and services provided hereunder on a non-discriminatory basis to all
members of the community for non-commercial programming purposes, whether
• individuals, groups, of organizations, on a first-come, first-served non-
discriminatory basis, pursuant to operating rules promulgated by PCA and
Consistent with the principles set forth in the.Frahchise Agreement.
F. Develop Operating Policies and Procedure. Develop policies and guidelines for
use and operation of the access equipment, facilities, and channel(s) and file such
rules and guidelines with the City.
G. Compliance. With Laws Rules. and Regulations. Administer the public,
educational, and government access channel(s) and facilities in compliance with
applicable laws, rules, regulations, and in compliance with the Franchise
• agreement between the City and AT&T and this Agreement.
-CityofPetaluma—PCAAgreement - 3 -
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H. Training. Train City residents, and when requested. City and school employees in
• the"techniques of video production, and provide technical advice in the execution
of productions.
I. Plavback/Cablecast. Provide for the playback/cablecasting of programs on the
public, educational and government access channel(s). Within twelve months of
the completion and opening of the access center. PCA shall.cablecast a minimum
of 20 hours of local original, replayed and outside programming per week on each
activated channel. PCA will also be responsible for the operation of the
Community Bulletin-Board when the Access Center is completed.
J. Maintenance of Equipment. Provide regular maintenance and repair of all video
equipment, purchased with monies received pursuant to this Agreement and/or
donated, loaned, or leased to PCA by the City.
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K. Special Needs Groups. Support special needs groups, including but not limited to •
the hearing impaired, in program production through training and other means.
L. Promotion. Actively promote the use and benefit of the public, educational and
government access channel(s) and facilities to cable subscribers, the public, access
users, and AT&T.
M. Performance Review. PCA shall. annually conduct a performance review. After
four years of operation under this Agreement, PCA shall contract with an entity
expert in access from outside the Petaluma community for a performance review
which shall include an opportunity for access users and cable subscribers to
provide input. Upon completion, a copy of the performance review shall be
submitted to the City.
-City of Petaluma.—PCA Agreement "
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N. Other Activities. Undertake other public, educational and government access
programming activities and services as deemed- appropriate by PCA and
consistent with the obligation to facilitate:and promote access programming and
provide nondiscriminatory acces.
Section 2. Channels Open:to Public: PCA agrees.to keep the access channel(s) open to
all potential users regardless of their viewpoint, subject to FCC regulations, the Cable
Communication;Policy.Act of 1984,. as amended, and other relevant laws. Neither the
City, nor the cable.cornpany(s): nor PCA shall have authority to control the content of
programming placed on the public access channel(s) so long as such programming is
lawful. Nothing herein shall prevent•PCA, the City,bfecable•company from producing or
sponsoring programming, .prevent the City or the cable company from underwriting
programming, or prevent=the City, table company, or RCA from engaging in activities
designed to promote production of certain types of programming or use by targeted
groups as consistent with applicable law and rules for use of channels. PCA may
promulgate and enforcepoiicies and procedufes,•which,are designed to promote local use
of the channel(s) and make th"e programming accessible;to the viewing public, consistent
with such time, manner,' and place regulations as are appropriate to provide for and
promote:use of access channels, equipment.anchfaacilities.
Section.3..Indemnification: PCA shall indemnify', defend, and hold harmless the City, its
officers, agents, and employees and volunteers from and;against:any and all claims, suits,
actions, causes of action, losses, damage, or liabilities,of any kind, nature or description,
including payment of',litigation costs and attorneys 'fees, brought by any person or
persons for or on account'of any loss, damage or injury to.person, property or any other
-CityofPetaluma-PCAAgreement - 5 -
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interest, tangible or intangible, sustained by of accruing to any person or persons;
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howsoever the•same may be caused, directly or indirectly arising or resulting from any
alleged,acts: or omission of the PCA, its officer, employees, agents or subcontractors
arisina`out of.or resulting from the performance of this.Agreement:
PCA shall -indemnify, defend, and hold harmless City, its officers, agents,
employees and volunteers from and against any and all claims or other, injury,'including
•costs of litigation and attorney's.fees, arising fromor in connection with,claitns or loss or
damage to person or property arising out of the failure to comply with any applicable
laws, rules: regulations or other requirements Of local, state or federal'authorities, for
claims of libel, slander, invasions of privacy, or infringement of common;law or statutory
copyright; for .breach of contract or other injury or damage in law or at equity which
claims, directly or indirectly, result from PCA use, of channels, funds, equipment,
facilities or-staff granted,under this Agreement or franchise agreement.
The City shall indemnify; defend, and hold harmless PCA, its officers:.agents and
employees from-and against any and all claims losses, liabilities, or damage;.including
payment of reasonable attorneys' fees arising out of or resulting-from the performance of
thisAgreement, caused in whole or part by any actor omission of the City.
,Section 4. Copv'right Clearance. Before cablecasting video transmissions, PCA shall.
require all users to agree in-writing that they shall make all appropriate arrangements to
obtain all rights to all material cabiecast and, clearances from broadcast stations,
networks, sponsors, music licensing .organizations' representatives, and without
limitation.from the foregoing, any and all} persons as maybe necessary to transmit
its or their program material over PCA authorized channels. PCA shall maintain for--the
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-City of Petaluma—PCN Agreement - 6 -
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• applicable statute ofaimitations'forCity's;inspecti'on, upon reasonable notice by City and
for the'term'of the applicable statute oflitnitations, copiesrofall,such user agreements.
Section, 5. Copyright and Ownership. PCA shall own, the copyright of any programs
which it may choose=from time to time to produce. Copyright of programming produced
by the public shall beheld by such petson(s) who produces said programming.
Section 6. Distribution Rights.
A. PCA shall require that• programs produced with funds, equipment, facilities, or
staff granted under-this Agreement shall be distributed on the channels whose use
is authorized by this Agreement. This subparagraph shall not be interpreted to
restrict 'other distribution (beyond distribution on channels authorized by this
Agreement), so long as such other distribution is consistent with the rules and
procedures governing,'such which shall be promulgated by the PCA and filed
with the City. •
B. At least at the beginning and end of each day that-video programming is cablecast
on the channel(s) whose use is authorized by:this Agreement, PCA shall display a
credit stating`4Partial funding-for the opetatiomofthis channel is provided by the
City of Petaluma" Such, credit shall also state that Opinions expressed in
programming on She 'channel(s) :are the sole responsibility of the program
producers.-
Section ?. Equipmentand Facilities.
A. PCA shall be responsible for maintenance Of all equipment and facilities owned,
leased or loaned to it under this Agreement or purchased with funds provided
pursuant to this Agreement.
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-City of Petaluma—RCA Agreement - 7 -
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B. PGA shall own all equipment and facilities acquired by it and purchased with
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' =f raids'received pursuant to-this:Agreement, except that upon termination or non-
renewal of this Agreement all.such equiprrientdr.facilities purchased with funds
receivedpursuant to this Agreement,shall become the propertyof the City.
To:secure_all:of its obligations under this Agreement, PCA hereby grants to City a
security interest in all ofthe,assets and'interests owned or hereafter acquired by
PCA,with funds provided by-the City, and the proceeds thereof;-including but not
limited to, PCA deposit accounts:and inventory, and all equipment and fixtures,
that are or were acquired withTunds provided by the City. PCA.agrees.to take all
steps reasonably requested by City to perfect and enforce the City's security
'interest. including the :execution and processing of financing statements and
continuation statements under the California Uniform Commercial Code. PCA
will also notify any institution with whom it now or hereafter maintains any
deposit account.of the,existence of the City's security'interest inthe-account.
• C. Upon-the dissolution of the RCA,,it shall, subject to the approval of the City,
transfer. all assets of RCA- representing City funded equipment and facilities,
and/or the proceeds of either to the City, or at the City's option, to such
organization or organizations -designated by the City to manage access ;which
shall at the time qualify as a tax;exempt organizations(s) under Section 501( c )
(3 )'of the Internal Revenue Code of 1,286 (or the provisions;of'any
• future United Siates Internal Revenue Law).
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City of Petdlun a—PCA Agreement - 5
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' Section 8 Insurance. PCA shall maintain in,full.force and effect at all times during the
term of this Agreement insurance:as required by thiscSection. The cost of such insurance
shall be borne,by PCA„and-may beinclude&in PCA annual budget.
- A. CotnpreliensixeiLiability Insurance. CorriprehensiVeliability insurance, including
protective; completed operations and broad form contractual liability, property
damage and personal injury coverage, and comprehensive automobile liability
including owned, hired, and non-owned automobile coverage. The limits of such
coverage shall'be: (1) bodily injury.includingdeath, S1,boo,000 for each person,
each 'occurrence and 'aggregate; (2) property: ,damage, $1,000,000 for each
occurrence and+aggregate:
B'. Equipment Insurance:; Insurance shall be maintained on all equipment and
facilities, including fixtures, funded in whole_dr in paft`under this Agreement to
• replacement cost. The insurance shall include; at a minimum, insurance against
loss or damage beyond the user's control', theft, fire or natural catastrophe. City
shall be-shown as lien holder,oniall policies.
C. Workers' Cbth thsation. Full Workers' Compensation:Insurance and Employer's
Liability,with..lifnits as required by California law with an insurance carrier
satisfactory to the City:
D. Cablecaster's Errors and Omission Insurance:; Insurance•shall be maintained to
cover-the content,of productions-which are cablecast on''the access channel in, at
• minimum', the following areas: libel and slander: (copyright or trademark
infringement; infliction of emotional' distress;. invasion. of privacy; plagiarism;
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-City of Petaluma PGA Agreement .- 9 -
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miStisei of`musical:or literary materials. This polity shall not be required to:eoSer •
individual access producers.
E. City as .Co-Insuied.or. Additional Insured. The City shall be naffed as a co-
• 5instired or additional -insured on all aforementioned insurance 'coverage. The
policies.shall;provide that,no cancellation, major change in coverage orie piiation
may 'be affected by the !insurance:comnany or PCA without_first giving•the City
'thirty "(30) days written notice:prior to the effective date;of such cancellation or
change in coverage'. Any insurance or:self-insurance maintained by the City, its
officers, agents;;employees;•or volunteers.shall be in excess of the PCA insurance
and shall hot'contribute to it.
F. •Notification. 'of Coverage: PCA shall file' with flit City proof of insurance
coverage as' follows: (I) Comprehensive Liability and Workers' Compensation •
a
upon commencement of the employment of the Executive Director •(?) equipment
insurance tiipon the acquisition of any equipment. (3) •dablecaster's error and
is
omtsston insurance withinahim (30) days of the commencement of cablecasting
of,programming=(from the access center located at Casa:Grande`High School) on •
• the designated accesschannel.
Section 9.Non discriminationsin Empiovment.and.Service. ,
A. •PCA shall not 'discriminate ;against any person, employee or applicant for
employment of :subcontractor on the basis of race, color, ;creed, religion; sex,
sexual,preference, marital status, ancestry; national•origin or physical or mental,
handicap. •
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-City ojPetaluma PCA.Agreement - 1'Q-
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. B. PCA shall not,discriminate,in the;delivery.or services-on the basis of race, color,
creed,-religion, sex sexual preference, marital status, ancestry; national origin or
physical'ot mental handicap.
Section 10. Independent.Contractor: It is understood :and agreed that PCA is an independent
contractor and'that no relationship of:principal/agent or employer/employee.exists between the
City and PCA. If in tl e'perfonnance of this•.Agreement anythirdpersonsare employed by PCA,
such persons shall be entirely„and exclusively under the ;control, direction and supervision of
PCA. All terms of employment;,including'hours, wages:working conditions. discipline, hiring
and discharging or anyother terinof employtnent:shall be;deteruiined by P.CA and the City shall
haye;no right or authority over such persons'or terms'ef employment.
.Section. 11. Assignment and Subletting. Neither this Agreement norany'interest herein shall be
assigned,ortransferred by PCA. except.as expressly•authorized in writing by City.
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'Section :.12. Annual Reports. Prior to November-,'1' Of each year, PCA shall submit to the City
Finance Director,an aithual;report for the preceding fiscal year (July :1 — June 30). This report
shall contain at a minimum, tte.following information:,
A. Statistics on Review of programming and services'provided;
B. Current`and complete listing.of Grantees Board of Directors.;
• C. Year-end firiancial statements 'audited by an. certified public
accountant.
Section 13. Records and Financial State"ment.,Audit.
A. PCA shall maintain all necessary books and;records..in;accordance with generally
accepted accounting principles.
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B. Upon .reasonable request from City, PCA shall; at any time during normal
business hours; make available all of its records with respect to all matters •
covered by this Agreement.
C. PCA shall annually prepare,or have prepared financial statements that are audited'
by a;certified,public accountant in accordance with ,generally accepted auditing
standards and submit the,audit report to the City..
'Section..14. Funding •
A. The City agreesto make funds and resources available.to PCA asfollowsc
1. AT&T has dedicated, cenainv channel capacity to public, educational and
government access=use., The City,.bythis.agreement permits PCA to manage
that channel capacity for,- public; educational and government: access
programming purposes,,
e =:.-• e!e e e itional equipment.. The
ty. • e for ;it has received from AT&T for
Ci agrees torreserve forPCA all funds which
access equipment purposes; including, interest. PCA-is to use such funds for
the purposes delineated in this--section. Transfer of said funds to be upon
thirty (30) days written notice-by PCA,to the City requesting the funds' and
providing documentation of,the:purchase. Funds may not be claimed by PCA
until, such funds are received from the cable operator per .the' Franchise
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-City of Petaluma krA'Agreemenr - I2 -.. - -
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• Agreement. A monthly statement of the,fund- balance will be provided to
PCA by-the City.
3. The City has pursuant to 'Section 10.6.B. of its franchise agreement with
- AT&T, directed AT&T to collect certain funding from cable subscribers, a
cominunity°;access fee:- The City shall direct AT&T,to provide all such funds
to PCAon,a quarterly basis as described'in Franchise Section 10.6.B. The
initial current,community access fee to be transferred to PCA from AT&T
shall_be'$'co. is $2:00 per subscriber per'month. That fee may be adjusted by
Resolution.of-the City Council.
4. In the event that the community access fee described in Section 10.6.B. of the
Cable Franchise Agreement is for any reason discontinued, the City agrees to
explore all legal alternatives available to provide-replacement revenue. -
5. Notwithstanding any provision herein. PCA shall not be paid any
compensation until such time. as ,PCA provides to the City Finance
Department infor iatien requested on the "Vendor Information" form
available from•the City and has obtained.a;currently valid Petaluma business
license pursuant to the Petaluma.Municipal Code:,
Section 15. Annual',Plan and Budget.
A. As used herein, the,fiscal.year:begins'on July 1 and ends on•June 30.
B. On°octhe'fore May 15 o f each year in which this Agreement is in effect, PCA shall
provide to the City an Access Activities.Plan and Budget outlining activities and
programs planned for-the following fiscal year with:finds-and channel(s) received
from the City. Such plan shall contain: (1) aistatement of anticipated number of
-City of Petaluma—PCA Agreement • - 13 -
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• hours of local original programming; (2) training classes to be offered :and
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frequency of classes; (3) other access activities planned by PCA; (4) an operating
arid-capital-;equipment and facilities budget.
Section 16, Expenditure 'of Funds. PCA shall spend funds: received,from City'solely for the
purposes listed in, •_ ,o• e Section 1., Scope of
Services ofthe Agreement. Funds not upended'in;the year et '_- -•
Activities Plan must be earried'over into.succeeding years. Upon.termination of this Agreement
all funds of any land received from City 'and'not expended by PCA shall be returned to .City.
PCA shall provide for such fiscal control and accounting;procedures as are necessary"to assure
proper disbursement+andaccounting'forfiinds receivedfrorii°City.
Section 17. Funding:From Other' Sources. PCA may, during the course of this Agreement
receive supplemental 'funds .from other sources. including„ but not limited to fundraising
IP
activities.
.Section- 13. Tehtr,Of'Agreement: This 'Agreement shall be for 'a period of'five (5) years
commencing on 'December 20. 2000 and ending on•December 19. 2005. unless terminated-
earlier, •as provided in this Agreement. This•Agreement may be extended, by>mutaal;agreement
of the Citv'and PCA, in writings for tvvo additional periods'of five (5) years-'each'in accordance
with Section20 of this Agreement.
Section 19. Termination of Agreement: Transfer ofAssets.
A. The City.shall have thesight upon one hundred twenty (120) days written notice•
to PCA to terminate this,Agreementtfor; (1) breach of any material provision of
this Agreement by PCA;• (2) malfeasance: misfeasance, misappropriation of
.fimds;•(3) or if PCA,loses its 561''(c)•(3)••status. Provided that with`regard:to, item
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-City of Agreement 14.
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' A. (G).above, PCA may avoid termination by curing anysuch breach within sixty
(60) days of notification or within a time frame agreed to by the City and PCA.
The City may also terminate,this Agreement.at the expiration of its term, or any
extension thereof
B. Upon termination,of this.Agreement. PCA shall immediately transfer to the City
all equipment,,real property, fixtures. contracts, leases, deposit accounts or other
assets received by or purchased by PCA with funds received pursuant to this
Agreement.
Section 20. Extension of Agreement. This Agreement may be :renewed or extended for
additional periods of five(5)•years each, pursuant to the,following process:
A. If PCA seeksan extension'of this Agreement. it shall not later than 180 days prior
to the end of the contract, submit to the•Cit\'a letter of intent requesting extension.
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B. Within 60 days of the receipt of any request for contract,extension from PCA, the
City shall provide written: response. If the City intends to refuse to extend the
Agreement, it shall explain the reasons for this decision in its response to PCA.
The City may not refuse to extend the contract based upon a failure of PCA to
comply with the terms of this Agreement unless the City has provided PCA a
notice of its failure to comply with the terms and the opportunity to cure said
noncompliance.
Section 22. Time. Time is of the essence: in this Agreement and for the performance of all
covenants and conditions of.this Agreement.
Section 23. Cooperation. Each,party agrees to execute all-documents and do all things necessary
and appropriate to carry out the provisions of this Agreement.
-CityofPetaluma—PCAAgreement - 15 -
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Section 24. Applicable Law. This Agreement shall be interpreted and enforced under the laws
of the State of California.
Section 25. Notices. All notices and other communications to be given by either party may
given in writing, depositing the same in the United States mail, postage-prepaid and,addressed to
the appropriate party as follows:
To:PCA:, Chairperson
Petaluma Community Access. Inc.
PO Box 2806
Petaluma. CA 94953
To City: City Clerk
City of-Petaluma
Post Office,Box,6.1
Petaluma, California 94953
Any parry may change its address for notice by written notice to the other party at any time.
Section 26. Entire Agreement. This .Agreement is the entire agreement of the parties and
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supersedes all prior negotiations and agreements whether written or oral. This;Agreement may
be;amendethonly by written agreement and no purported oral amendment-to this•Agreement Shall
be valid.
-City of Petaluma—,PCA Agreement • - .1'6
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IN WITNESS WHEREOF, the patties have executed the day, month and year first above
written.
CITY-OF PETALUMA PETALUMA COMMUNITY ACCESS, INC.
By:,
City Manager Chairperson-Board of Directors
ATTEST
Address
City Clerk City State Zip
. APPROVED TO,FORM
PetalumaBuSiness License Number
City Attorney
S APPROVED
Department Head
Risk Manager
Finance Director
S Beatty/PCA Agreement2/nb
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-City of Petalum a-PC Agreement - 17 -
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Resolution No. N.C.S.
• of the City of Petaluma; California
Approyi�ng Services Agreement Between City of Petaluma and Petaluma
Community Access,.Inc., to Provide,Community Access Television Services
Whereas, the City of Petaluma.:wishes to promote community-participation in public and
community events, and;
Whereas, The City of Petaluma recognizes public,access,as.an?important part,ofproviding local
resources to allow community participation and awareness of local political and social events,
and;
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Whereas, Petaluma Community Access, Inc., has provided administrative oversight to the
provision public access since the initiation of local access;ixfPetaluma, and;
Whereas, representatives of the City and PCAhave met and reviewed`the prior agreement, and
recommend certain changes to the agreement, now;
Be it Resolved, that the City Council hereby approves the.agreement as proposed and authorizes
the City Manager to enter into a=new agreement with Petaluma Commumty Access, Inc., for such
services and time period,as described-in-the agreement:
Under the power and authority,,conferred upon this Council by the:Charter of said City.
REFERENCE: I hereby certi1'the foregoingiResolution was introduced and adopted by the
Council of the City of Petaluma at a Regular meeting on ,20.01; Approved as to
by the followingvote: form:
City Attorney
AYES:
NOES:
ABSENT:
ATTEST:
City:Clerk Mayor
Resolution No. NCS
I